FORM
10-Q





U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549





x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE


SECURITIES
EXCHANGE ACT OF 1934





For the
quarterly period ended June 30, 2009





OR





 ̈
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE


SECURITIES
EXCHANGE ACT OF 1934





For the
transition period from ________ to ________





Commission
file number: 000-53381





Universal Acquisitions
Corp.


(Exact
name of registrant as specified in its charter)





Delaware
                
                30–0468712(State
      or other jurisdiction
                
                (I.R.S.
      Employer Identification Number)of
      incorporation or organization)





133-47 Sanford Avenue, #PHE,
Flushing, NY 11355


(Address
of principal executive offices)





(718)
359-8008


(Registrant’s
telephone number, including area code)





No
change


(Former
name, former address and former fiscal year, if changed since last
report)





Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes x No  ̈.





Indicate by check mark whether the
registrant has submitted electronically and posted on its corporate Web site, if
any, every Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit
and post such files). Yes  ̈ No  ̈





Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer or a smaller reporting company.  See definitions of “large
accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule
12b-2 of the Exchange Act. (Check one):


Large
      accelerated filer       ̈
            Accelerated
      filer                     ̈Non-accelerated
      filer         ̈
            Smaller
      reporting company  x.(Do
      not check if a smaller reporting company)





Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).  Yes x No  ̈.




APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING


THE
PRECEDING FIVE YEARS:





Indicate by check mark whether the
registrant has filed all documents and reports required to be filed by Sections
12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court. Yes o No o.





APPLICABLE
ONLY TO CORPORATE ISSUERS:





Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date: 6,000,000 shares of common stock, par
value $.0001 per share, outstanding as of August 7, 2009.





UNIVERSAL
ACQUISITIONS CORP.





-
INDEX -





PagePART
      I – FINANCIAL INFORMATION:Item
      1.
                Financial
      Statements:Balance
      Sheets as of June 30, 2009 (Unaudited) and December 31,
    2008
                1Statements
      of Operations (Unaudited) for the Three and Six Months Ended June 30, 2009
      and 2008 and for the Cumulative Period from January 22, 2008 (Inception)
      to June 30, 2009
                2Statements
      of Cash Flows (Unaudited) for the Six Months Ended June 30, 2009 and 2008
      for the Cumulative Period from January 22, 2008 (Inception) to June 30,
      2009
                3Statements
      of Stockholders’ Equity (Deficit) for the Six Months Ended June 30,
      2009
                4Notes
      to Financial Statements
                5Item
      2.
                Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                10Item
      3.
                Quantitative
      and Qualitative Disclosures About Market Risk
                13Item
      4T.
                Controls
      and Procedures
                13PART II – OTHER
      INFORMATION:Item
      1.
                Legal
      Proceedings
                13Item 1A.
                Risk
      Factors
                13Item
      2.
                Unregistered
      Sales of Equity Securities and Use of Proceeds
                13Item
      3.
                Defaults
      Upon Senior Securities
                13Item
      4.
                Submission
      of Matters to a Vote of Security Holders
                13Item
      5.
                Other
      Information
                13Item
      6.
                Exhibits
                14Signatures
                15







PART I – FINANCIAL
INFORMATION





Item
1.  Financial Statements.





UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


BALANCE
SHEETS





Unaudited
                  
                  
                  AuditedJune
      30, 2009
                  
                  
                  December
      31, 2008ASSETSCurrent
      AssetsCash
                  
                  $
                  1,686
                  
                  
                  $
                  1,924Total
      Current Assets
                  
                  $
                  1,686
                  
                  
                  $
                  1,924LIABILITIES
      & STOCKHOLDERS' EQUITYLIABILITIESAccounts
      Payable
                  
                  $
                  -
                  
                  
                  $
                  -Loan
      Payable (From Director)
                  
                  $
                  -
                  
                  
                  $
                  -Total
      Current Liabilities
                  
                  $
                  -
                  
                  
                  $
                  -Stockholders'
      EquityPreferred
      stock: $0.0001 par value; 10,000,000 shares authorized, none issued and
      outstanding
                  
                  $
                  -
                  
                  
                  $
                  -Common
      stock; $0.0001 par value; 100,000,000 shares  authorized,
      6,000,000 issued and outstanding at June 30, 2009
                  
                  $
                  600
                  
                  
                  $
                  600Additional
      Paid-in Capital
                  
                  $
                  52,603
                  
                  
                  $
                  36,353Deficit
      accumulated during development stage
                  
                  $
                  (51,517
                  )
                  
                  $
                  (35,029
                  )Total
      Stockholders' Equity
                  
                  $
                  1,686
                  
                  
                  $
                  1,924TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY
                  
                  $
                  1,686
                  
                  
                  $
                  1,924





The
accompanying notes are an integral part of these financial
statements.


1


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


STATEMENTS
OF OPERATIONS


(Unaudited)





Three
                      Months
                    
                    
                    Three
                      Months
                    
                    
                    Six Months
                    
                    
                    Six Months
                    
                    
                    January 22, 2008Ending
                    
                    
                    Ending
                    
                    
                    Ending
                    
                    
                    Ending
                    
                    
                    (Inception)
                      throughJune 30, 2009
                    
                    
                    6/30//2008
                    
                    
                    June 30, 2009
                    
                    
                    June 30,2008
                    
                    
                    June 30, 2009REVENUESRevenues
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Total
      Revenues
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -Operating
      ExpenseAdministrative
      Expense
                    
                    $
                    1,076
                    
                    
                    $
                    677
                    
                    
                    $
                    4,963
                    
                    
                    $
                    677
                    
                    
                    $
                    5,640Professional
      Services
                    
                    $
                    4,275
                    
                    
                    $
                    15,602
                    
                    
                    $
                    11,525
                    
                    
                    $
                    15,602
                    
                    
                    $
                    45,877Loss
      before income tax expense
                    
                    $
                    (5,351
                    )
                    
                    $
                    (16,279
                    )
                    
                    $
                    (16,488
                    )
                    
                    $
                    (16,279
                    )
                    
                    $
                    (51,517
                    )Income
      tax expense
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    -Net
      loss
                    
                    $
                    (5,351
                    )
                    
                    $
                    (16,279
                    )
                    
                    $
                    (16,488
                    )
                    
                    $
                    (16,279
                    )
                    
                    $
                    (51,517
                    )Basic
      earnings per share
                    
                    $
                    (0.01
                    )
                    
                    $
                    (0.01
                    )
                    
                    $
                    (0.01
                    )
                    
                    $
                    (0.01
                    )Weighted
      average number of common shares outstanding
                    
                    
                    6,000,000
                    
                    
                    
                    6,000,000
                    
                    
                    
                    6,000,000
                    
                    
                    
                    6,000,000





The
accompanying notes are an integral part of these financial
statements.


2


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


STATEMENTS
OF CASH FLOWS


(Unaudited)





Three
                  Months
                
                
                Three
                  Months
                
                
                Six
                  Months
                
                
                Six
                  Months
                
                
                January 22, 2008Ending
                
                
                Ended
                
                
                Ended
                
                
                Ended
                
                
                (Inception)
                  throughJune 30, 2009
                
                
                June 30, 2008
                
                
                June 30, 2009
                
                
                June 30, 2008
                
                
                June 30, 2009CASH
      FLOW FROM OPERATING ACTIVITIESNet
      income (loss)
                
                $
                (11,137
                )
                
                $
                -
                
                
                $
                (16,488
                )
                
                $
                (16,279
                )
                
                $
                (51,517
                )Accounts
      Payable
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Total
      cash provided by (used in) operating activities
                
                $
                (11,137
                )
                
                $
                -
                
                
                $
                (16,488
                )
                
                $
                (16,279
                )
                
                $
                (51,517
                )CASH
      FLOW FROM INVESTING ACTIVITIESNet
      cash provided by (used in) investing activities
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Total
      cash provided by (used in) investing activities
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -CASH
      FLOW FROM FINANCING ACTIVITIESContributed
      Capital
                
                $
                15,550
                
                
                $
                -
                
                
                $
                16,250
                
                
                $
                20,400
                
                
                $
                52,603Issuance
      of Common Stock
                
                $
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                600
                
                
                $
                600Total
      cash provided by (used in financing activities)
                
                $
                15,550
                
                
                $
                -
                
                
                $
                16,250
                
                
                $
                21,000
                
                
                $
                53,203Net
      increase (decrease) in cash
                
                $
                4,413
                
                
                $
                -
                
                
                $
                (238
                )
                
                $
                4,721
                
                
                $
                1,686Cash
      at beginning of period
                
                $
                1,924
                
                
                $
                -
                
                
                $
                1,924
                
                
                $
                -
                
                
                $
                -Cash
      at end of period
                
                $
                6,337
                
                
                $
                -
                
                
                $
                1,686
                
                
                $
                4,721
                
                
                $
                1,686





The
accompanying notes are an integral part of these financial
statements.


3


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


STATEMENTS
OF STOCKHOLDERS’ EQUITY


(Unaudited)





Common
                          
                          
                          Common
                          
                          
                          Additional
                          
                          
                          Deficit
                            AccumStock
                          
                          
                          Stock
                          
                          
                          Paid-in
                          
                          
                          During
                          
                          
                          TotalAmount
                          
                          
                          Capital
                          
                          
                          Dev StageStock
      issued for cash January 22,2008 at par value of $0.0001 per
      share
                          
                          
                          6,000,000
                          
                          
                          $
                          600
                          
                          
                          $
                          20,400
                          
                          
                          
                          
                          
                          $
                          21,000Contributed
      Capital  August 14, 2008 through November 26,
    2008
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          $
                          15,953
                          
                          
                          
                          
                          
                          $
                          15,953Net
      (loss) for the year 2008
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          (35,029
                          )
                          
                          
                          (35,029
                          )Balance
      December 31, 2008
                          
                          
                          6,000,000
                          
                          
                          $
                          600
                          
                          
                          $
                          36,353
                          
                          
                          $
                          (35,029
                          )
                          
                          $
                          1,924Contributed
      Capital January 23, 2009 through June 30, 2009
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          $
                          16,250
                          
                          
                          
                          
                          
                          
                          $
                          16,250Net(loss)
      6 months ended June 30,2009
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          
                          $
                          (16,488
                          )
                          
                          $
                          (16,488
                          )Balance
      June 30, 2009
                          
                          
                          6,000,000
                          
                          
                          $
                          600
                          
                          
                          $
                          52,603
                          
                          
                          $
                          (51,517
                          )
                          
                          $
                          1,686





The
accompanying notes are an integral part of these financial
statements.


4


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2009





NOTE
1   ORGANIZATION AND DESCRIPTION OF BUSINESS





Universal
Acquisitions Corp. (the “Company”) was incorporated under the laws of the State
of Delaware on January 22, 2008.  The Company is in the development stage.
Its activities to date have been limited to capital formation, organization, and
development of its business plan.





The
Company intends to explore various business opportunities that have the
potential to generate positive revenue, profits and cash flow in order to
financially accommodate the costs of being a publicly held
company.





NOTE
2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





a.   Basis of
Accounting





The
Company’s financial statements are prepared using generally accepted accounting
principles.





The
Company has elected a fiscal year end of December 31.





b.   Cash
Equivalents





Cash
and cash equivalents include cash in banks, money market funds and certificates
of term deposits with maturities of less than three months from inception, which
are readily convertible to known amounts of cash and which, in the opinion of
management, are subject to an insignificant risk of loss in value. The Company
had $1,686 in cash and cash equivalents at June 30, 2009.





c.
Advertising
Costs





The
Company’s policy regarding advertising is to expense it when incurred. The
Company has not incurred any advertising expense as of June 30,
2009.





d.
Revenue
Recognition





The
Company recognizes revenue when products are fully delivered or services have
been provided and collection is reasonably assured.





e.  Comprehensive
Income





The
Company has no component of other comprehensive income. Accordingly, net income
equals comprehensive income for the period ending June 30, 2009.





f.   Income
Taxes





Deferred
income taxes are reported for timing differences between items of income or
expense reported in the financial statements and those reported for income tax
purposes in accordance with SFAS Number 109, “Accounting for Income Taxes,”
which requires the use of the asset/liability method of accounting for income
tax purposes. Deferred income taxes and tax benefits are recognized for the
future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their
respective tax bases and for tax loss and credit
carry-forwards.


5


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2009





f.   Income Taxes
(continued)





Deferred
tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized.  Deferred tax assets and liabilities
are adjusted for the effects of changes in tax laws and rates on the date of
enactment.





g.   Basic Earnings (Loss) per
Share





In
February 1997, the FASB issued SFAS No. 128, “Earnings per Share”, which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock.  SFAS
No. 128 supersedes the provisions of APB No. 15, and requires the presentation
of basic earnings (loss) per share and diluted earnings (loss) per
share.  The Company has adopted the provisions of SFAS No. 128
effective January 22, 2008 (inception).





Basic net
loss per share amounts is computed by dividing the net loss by the weighted
average number of common shares outstanding.  Diluted earnings (loss)
per share are the same as basic earnings (loss) per share due to the lack of
dilutive items in the Company.





h.  Use of Estimates and
Assumptions





The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. In accordance with FASB 16 all
adjustments are normal and recurring.





i.   Recent Accounting
Pronouncements





In June
2008, the FASB issued FASB Staff Position EITF 03-6-1, Determining Whether
Instruments Granted in Share Based Payment Transactions are Participating
Securities, (“FSP EITF 03-6-1”). FSP EITF 03-6-1 addresses whether instruments
granted in share-based payment transactions are participating securities prior
to vesting and therefore need to be included in the computation
of  earnings per share under the two-class method as described in FASB
Statement of Financial Accounting standards No. 128 “Earnings per Share.” FSP
EITF 03-6-1 is effective for financial statements issued for fiscal years
beginning on or after December 15, 2008 and earlier adoption is prohibited. We
are not required to adopt FSP EITF 03-6-1; neither do we believe that FSP EITF
03-6-1 would have a material effect on our consolidated financial position and
results of operations if adopted.





In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial
Guarantee Insurance Contracts – An interpretation of FASB Statement No.
60”.  SFAS 163 requires that an insurance enterprise recognize
a claim liability prior to an event of default when there is evidence that
credit deterioration has occurred in an insured financial obligation. It also
clarifies how Statement 60 applies to financial guarantee insurance contracts,
including the recognition and measurement to be used to account for premium
revenue and claim liabilities, and requires expanded disclosures about financial
guarantee insurance contracts. It is effective for financial statements issued
for fiscal years beginning after December 15, 2008, except for some disclosures
about the insurance enterprise’s risk-management activities. SFAS 163 requires
that disclosures about the risk-management activities of the insurance
enterprise be effective for the first period beginning after issuance. Except
for those disclosures, earlier application is not permitted.  The
adoption of this statement is not expected to have a material effect on the
Company’s financial statements.


6


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2009





i.   Recent Accounting
Pronouncements (continued)





In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles”. SFAS 162 identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States.  It is effective 60 days following the SCE’s approval
of the Public Company Accounting Oversight Board amendments to AU Section 411,
“The Meaning of Present Fairly
in Conformity With Generally Accepted Accounting Principles”. The
adoption of this statement is not expected to have a material effect on the
Company’s financial statements.





In March
2008, FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities – an amendment to FASB Statement No.
133”. SFAS No. 161 is intended to improve financial standards for
derivative instruments and hedging activities by requiring enhanced disclosures
to enable investors to better understand their effects on an entity's financial
position, financial performance, and cash flows. Entities are required to
provide enhanced disclosures about: (a) how and why an entity uses derivative
instruments; (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations; and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows.  It is effective for
financial statements issued for fiscal years beginning after November 15, 2008,
with early adoption encouraged.





TheCompany is currently
evaluating the impact of SFAS No. 161 on its financial statements, and the
adoption of this statement is not expected to have a material effect on the
Company’s financial statements.


In
December 2007, the FASB issued SFAS No. 141R, “Business
Combinations”.  This statement replaces SFAS 141 and defines
the acquirer in a business combination as the entity that obtains control of one
or more businesses in a business combination and establishes the acquisition
date as the date that the acquirer achieves control. SFAS 141R requires an
acquirer to recognize the assets acquired, the liabilities assumed, and any
non-controlling interest in the acquired at the acquisition date, measured at
their fair values as of that date. SFAS 141R also requires the acquirer to
recognize contingent consideration at the acquisition date, measured at its fair
value at that date. This statement is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15, 2008.
Earlier adoption is prohibited. The adoption of this statement is not expected
to have a material effect on the Company's financial statements.


In
December 2007, the FASB issued SFAS No. 160, “Non-controlling Interests in
Consolidated Financial Statements Liabilities –an Amendment of ARB No.
51”.  This statement amends ARB 51 to establish accounting and
reporting standards for the Non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. This statement is effective for fiscal years,
and interim periods within those fiscal years, beginning on or after December
15, 2008. Earlier adoption is prohibited. The adoption of this statement is not
expected to have a material effect on the Company's financial
statements.





NOTE
3   GOING CONCERN





The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern.  The Company generated net losses of
$51,517 during the period from January 22, 2008 (inception) through June 30,
2009.  This condition raises substantial doubt about the Company’s
ability to continue as a going concern. The Company’s continuation as a going
concern is dependent on its ability to meet its obligations, to obtain
additional financing as may be required and ultimately to attain
profitability.  The financial statements do not include any
adjustments that might result from the outcome of this
uncertainty.


7


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2009





NOTE
4   WARRANTS AND OPTIONS





There are
no warrants or options outstanding to acquire any additional shares of
common.





NOTE
5   RELATED PARTY TRANSACTION





The
Company neither owns nor leases any real or personal property.  The
officers and directors of the Company are involved in other business activities
and may, in the future, become involved in other business opportunities as they
become available, such persons may face a conflict in selecting between the
Company and their other business interests.  The Company has not
formulated a policy for the resolution of such conflict





NOTE
6   INCOME TAXES





The
Company has incurred operating losses of $51,517, which if utilized, will begin
to expire in 2028. Future tax benefits, which may arise as a result of these
losses, have not been recognized in these financial statements and have been
offset by a valuation allowance.




Details
of deferred tax assets are as follows:


June
      30,2009Deferred
      tax assets:Net
      operating loss (from inception to June 30, 2009)
                  
                  
                  51,517Statutory
      tax rate (combined federal and state)
                  
                  
                  34
                  %Deferred
      tax assets
                  
                  
                  17,516Valuation allowance
                  
                  
                  (17,516
                  )$
                  —





Realization
of deferred tax assets is dependent upon sufficient future taxable income during
the period that deductible temporary differences and carry-forwards are expected
to be available to reduce taxable income.  As the achievement of
required future taxable income is uncertain, the Company recorded a valuation
allowance.





The
potential future tax benefits of these losses have not been recognized in these
financial statements due to the uncertainty of their realization. When the
future utilization of some portion of the carry-forwards is determined not to be
“more likely than not,” a valuation allowance is provided to reduce the recorded
tax benefits from such assets.





NOTE
7   STOCK TRANSACTIONS





Transactions,
other than employees’ stock issuance, are in accordance with paragraph 8 of SFAS
123. Thus issuances shall be accounted for based on the fair value of the
consideration received.  Transactions with employees’ stock issuance
are in accordance with paragraphs (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration received or the fair
value of the equity instruments issued, or whichever is more readily
determinable.





On
January 22, 2008 the Company issued 1,000,000 shares of common stock to a
director for cash valued at $0.0001 per share.


8


UNIVERSAL
ACQUISITIONS CORP.


(A
Development Stage Company)


Notes
to Financial Statements


June
30, 2009





NOTE
7   STOCK TRANSACTIONS (CONTINUED)





On
January 22, 2008 the Company issued 5,000,000 shares of common stock to 5
investors for cash valued at $0.0001 per share.





As of
June 30, 2009   the Company had 6,000,000 shares of common stock
issued and outstanding.





NOTE
8   STOCKHOLDERS’ EQUITY





The
stockholders’ equity section of the Company contains the following classes of
capital stock as of June 30, 2009.





Common
stock, $ 0.0001 par value: 1,000,000 shares authorized; 6,000,000 shares issued
and outstanding.





Preferred
stock, $ 0.0001 par value:   10,000,000 shares authorized; none
issued.


9


Item
2.  Management’s Discussion and Analysis of Financial Condition and
Results of Operations.





Forward
Looking Statement Notice





Certain
statements made in this Quarterly Report on Form 10-Q are “forward-looking
statements” (within the meaning of the Private Securities Litigation Reform Act
of 1995) in regard to the plans and objectives of management for future
operations. Such statements involve known and unknown risks, uncertainties and
other factors that may cause actual results, performance or achievements of
Universal Acquisitions Corp. (“we”, “us”, “our” or the “Company”) to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. The forward-looking
statements included herein are based on current expectations that involve
numerous risks and uncertainties. The Company's plans and objectives are based,
in part, on assumptions involving the continued expansion of business.
Assumptions relating to the foregoing involve judgments with respect to, among
other things, future economic, competitive and market conditions and future
business decisions, all of which are difficult or impossible to predict
accurately and many of which are beyond the control of the Company. Although the
Company believes its assumptions underlying the forward-looking statements are
reasonable, any of the assumptions could prove inaccurate and, therefore, there
can be no assurance the forward-looking statements included in this Quarterly
Report will prove to be accurate. In light of the significant uncertainties
inherent in the forward-looking statements included herein, the inclusion of
such information should not be regarded as a representation by the Company or
any other person that the objectives and plans of the Company will be
achieved.





Description
of Business





The
Company was incorporated in the State of Delaware on January 22, 2008 and
maintains its principal executive office at 133-47 Sanford Avenue, #PHE,
Flushing, NY 11355.  Since inception, the Company has been engaged in
organizational efforts and obtaining initial financing. The Company was formed
as a vehicle to pursue a business combination through the acquisition of, or
merger with, an operating business. The Company filed a registration statement
on Form 10-SB with the U.S. Securities and Exchange Commission (the “SEC”) on
August 19, 2008, and since its effectiveness, the Company has focused its
efforts to identify a possible business combination.





The
Company, based on proposed business activities, is a “blank check” company. The
SEC defines those companies as "any development stage company that is issuing a
penny stock, within the meaning of Section 3(a)(51) of the Securities Exchange
Act 1934, as amended (the “Exchange Act”), and that has no specific business
plan or purpose, or has indicated that its business plan is to merge with an
unidentified company or companies." Many states have enacted statutes, rules and
regulations limiting the sale of securities of "blank check" companies in their
respective jurisdictions. The Company is also a “shell company,” defined in Rule
12b-2 under the Exchange Act as a company with no or nominal assets (other than
cash) and no or nominal operations. Management does not intend to undertake any
efforts to cause a market to develop in our securities, either debt or equity,
until we have successfully concluded a business combination. The Company intends
to comply with the periodic reporting requirements of the Exchange Act for so
long as we are subject to those requirements.





The
Company was organized as a vehicle to investigate and, if such investigation
warrants, acquire a target company or business seeking the perceived advantages
of being a publicly held corporation. The Company’s principal business objective
for the next 12 months and beyond such time will be to achieve long-term growth
potential through a combination with an operating business. The Company will not
restrict its potential candidate target companies to any specific business,
industry or geographical location and, thus, may acquire any type of
business.





The Company currently does not engage
in any business activities that provide cash flow.  During the next
twelve months we anticipate incurring costs related to:


10


(i)         filing
Exchange Act reports, and


(ii)        investigating,
analyzing and consummating an acquisition.





We believe we will be able to meet
these costs through use of funds in our treasury, through deferral of fees by
certain service providers and additional amounts, as necessary, to be loaned to
or invested in us by our stockholders, management or other
investors.





The Company may consider acquiring a
business which has recently commenced operations, is a developing company in
need of additional funds for expansion into new products or markets, is seeking
to develop a new product or service, or is an established business which may be
experiencing financial or operating difficulties and is in need of additional
capital. In the alternative, a business combination may involve the acquisition
of, or merger with, a company which does not need substantial additional capital
but which desires to establish a public trading market for its shares while
avoiding, among other things, the time delays, significant expense, and loss of
voting control which may occur in a public offering.





Since our Registration Statement on
Form 10-SB went effective, our management has had contact and discussions with
representatives of other entities regarding a business combination with us. Any
target business that is selected may be a financially unstable company or an
entity in its early stages of development or growth, including entities without
established records of sales or earnings. In that event, we will be subject to
numerous risks inherent in the business and operations of financially unstable
and early stage or potential emerging growth companies. In addition, we may
effect a business combination with an entity in an industry characterized by a
high level of risk, and, although our management will endeavor to evaluate the
risks inherent in a particular target business, there can be no assurance that
we will properly ascertain or assess all significant risks.





The Company anticipates that the
selection of a business combination will be complex and extremely risky. Because
of general economic conditions, rapid technological advances being made in some
industries and shortages of available capital, our management believes that
there are numerous firms seeking even the limited additional capital which we
will have and/or the perceived benefits of becoming a publicly traded
corporation. Such perceived benefits of becoming a publicly traded corporation
include, among other things, facilitating or improving the terms on which
additional equity financing may be obtained, providing liquidity for the
principals of and investors in a business, creating a means for providing
incentive stock options or similar benefits to key employees, and offering
greater flexibility in structuring acquisitions, joint ventures and the like
through the issuance of stock. Potentially available business combinations may
occur in many different industries and at various stages of development, all of
which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.





Liquidity
and Capital Resources





As of June 30, 2009, the Company had
current assets equal to $1,686, comprised exclusively of cash.  This
compares with the Company’s assets of December 31, 2008 equal to $1,924. The
Company’s current liabilities as of June 30, 2009 totaled $0. This compares with
the Company’s current liabilities of $0, as of December 31, 2008.  The
Company can provide no assurance that it can continue to satisfy its cash
requirements for at least the next twelve months.





The following is a summary of the
Company's cash flows provided by (used in) operating, investing, and financing
activities for the six months ended June 30, 2009, the six months ended June 30,
2008 and for the cumulative period from January 22, 2008 (Inception) to June 30,
2009:


11





Six Months
                  Ended
                  June 30,
                  2009
                
                
                Six Months
                  Ended
                  June 30,
                  2008
                
                
                For the Cumulative
                  Period from
                  January 22, 2008
                  (Inception) to
                  June 30, 2009Net
      Cash (Used in) Operating Activities
                
                $
                (16,488
                )
                
                $
                (16,279
                )
                
                $
                51,517Net
      Cash (Used in) Investing Activities
                
                $
                -
                
                
                $
                -
                
                
                $
                -Net
      Cash Provided by Financing Activities
                
                $
                16,250
                
                
                $
                21,000
                
                
                $
                53,203Net
      Increase (Decrease) in Cash and Cash Equivalents
                
                $
                (238
                )
                
                $
                4,271
                
                
                $
                1,686





The
Company has nominal assets and has generated no revenues since inception. The
Company is also dependent upon the receipt of capital investment or other
financing to fund its ongoing operations and to execute its business plan of
seeking a combination with a private operating company. In addition, the Company
is dependent upon certain related parties to provide continued funding and
capital resources. If continued funding and capital resources are unavailable at
reasonable terms, the Company may not be able to implement its plan of
operations.





Results
of Operations





The
Company has not conducted any active operations since inception, except for its
efforts to locate suitable acquisition candidates. No revenue has been
generated by the Company from January 22, 2008 (Inception) to June 30,
2009.  It is unlikely the Company will have any revenues unless it is
able to effect an acquisition or merger with an operating company, of which
there can be no assurance.  It is management's assertion that these
circumstances may hinder the Company's ability to continue as a going
concern.  The Company’s plan of operation for the next twelve months shall
be to continue its efforts to locate suitable acquisition
candidates.





For the
three and six months ended June 30, 2009, the Company had a net loss of $5,351
and $16,488, respectively, consisting of legal, accounting, audit, and other
professional service fees incurred in relation to the filing of the Company’s
Annual Report on Form 10-K for the year ended December 31, 2008 in April of 2009
and Form 10-Q for the quarter ended March 31, 2009 in May of
2009.  This compares with a net loss of $16,279 and $16,279, for the
three and six months ended June 30, 2008 in relation to the formation of the
Company and the preparation of the Company’s Registration Statement on Form
10.





For the
period from January 22, 2008 (Inception) to June 30, 2009, the Company had a net
loss of $51,517, comprised exclusively of administrative, legal, accounting,
audit, and other professional service fees incurred in relation to the formation
of the Company, the filing of the Company’s Registration Statement on Form 10 in
August of 2008 and the filing of the Company’s Quarterly reports on Form 10-Q
and Annual Report Form 10-K.





Off-Balance
Sheet Arrangements





The Company does not have any
off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on the Company’s financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to
investors.





Contractual
Obligations





As a “smaller reporting company” as
defined by Item 10 of Regulation S-K, the Company is not required to provide
this information.


12


Item
3.  Quantitative and Qualitative Disclosures About Market
Risk.





As a “smaller reporting company” as
defined by Item 10 of Regulation S-K, the Company is not required to provide
information required by this Item.





Item
4.  Controls and Procedures.





Evaluation
of Disclosure Controls and Procedures





We maintain disclosure controls and
procedures that are designed to ensure that information required to be disclosed
in our reports filed pursuant to the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the SEC’s rules,
regulations and related forms, and that such information is accumulated and
communicated to our principal executive officer and principal financial officer,
as appropriate, to allow timely decisions regarding required
disclosure.





As of June 30, 2009, we carried out an
evaluation, under the supervision and with the participation of our principal
executive officer and our principal financial officer of the effectiveness of
the design and operation of our disclosure controls and procedures. Based on
this evaluation, our principal executive officer and our principal financial
officer concluded that our disclosure controls and procedures were effective as
of the end of the period covered by this report.





Changes
in Internal Controls





There have been no changes in our
internal controls over financial reporting during the quarter ended June 30,
2009 that have materially affected or are reasonably likely to materially affect
our internal controls.





PART II — OTHER
INFORMATION





Item
1.  Legal Proceedings.





To the best knowledge of our officers
and directors, the Company is not a party to any legal proceeding or
litigation.





Item
1A.  Risk Factors.





As a “smaller reporting company” as
defined by Item 10 of Regulation S-K, the Company is not required to provide
information required by this Item.





Item
2.  Unregistered Sales of Equity Securities and Use of
Proceeds.





None.





Item 3.  Defaults Upon
Senior Securities.





None.





Item 4.  Submission of
Matters to a Vote of Security Holders.





None.





Item 5.  Other
Information.





None.


13


Item
6.  Exhibits.





(a)  Exhibits
required by Item 601 of Regulation S-K.




Exhibit
              
              Description*3.1
              
              Certificate
      of Incorporation, as filed with the Delaware Secretary of State on January
      22, 2008.*3.2
              
              By-Laws.31.1
              
              Certification
      of the Company’s Principal Executive Officer pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly
      Report on Form 10-Q for the quarter ended June 30,
2009.31.2
              
              Certification
      of the Company’s Principal Financial Officer pursuant to Section 302 of
      the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly
      Report on Form 10-Q for the quarter ended June 30,
2009.32.1
              
              Certification
      of the Company’s Principal Executive Officer pursuant to 18 U.S.C. Section
      1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.32.2
              
              Certification
      of the Company’s Principal Financial Officer pursuant to 18 U.S.C. Section
      1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.





*
            Filed
      as an exhibit to the Company's Registration Statement on Form 10-SB, as
      filed with the SEC on August 19, 2008, and incorporated herein by this
      reference.


14


SIGNATURES





Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned thereunto duly
authorized.





Dated:
      August 7, 2009
                UNIVERSAL
      ACQUISITIONS CORP.By:
                /s/ Anna LoAnna
      LoPresident
      and DirectorPrincipal
      Executive OfficerPrincipal
      Financial OfficerPrincipal
      Accounting Officer